C James Sullivan Form 4 EMPIRE DISTRICT ELECTRIC / C James Sullivan ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Sullivan C James

(Last) (First) (Middle)

THE EMPIRE DISTRICT ELECTRIC COMPANY

602 S. JOPLIN AVENUE

(Street)

JOPLIN MO 64801

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EMPIRE DISTRICT ELECTRIC CO [ EDE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/04/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/04/2016		A		649	A	$28.07	25,208.359	D
Common Stock	01/04/2016		M		3,108	A	$0(1)	28,316.359	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock Units	$0(1)	01/04/2016		M			3,108.48	01/01/2016(3)	(4)	Common Stock	3,108.48	(1)	5,097.24	D
Phantom Stock Units	$0	01/04/2016		A(2)		2,493.766		01/01/2019(3)	(4)	Common Stock	2,493.766	$28.07	7,591.01	D

Explanation of Responses:

1. Shares of Phantom Stock Units are the economic equivalent of one share of EDE common stock. On January 4, 2016, 3,108 of the reporting person's phantom stock units were converted to an equal number of shares of EDE common stock.

2. Shares of Phantom Stock Units are awarded to director pursuant to Stock Unit Plan for Directors.

3. Shares of Phantom Stock Units are exercisable upon the earliest of this election date, retirement or death.

4. Shares of Phantom Stock Units are exercisable upon the earliest of the election date, retirement or death and do not expire.

Remarks:

	Dale W. Harrington, Attorney In Fact	01/06/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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